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Debra Dial of Dow (NYSE: DOW) receives grant of 5,127 RSUs

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

Dial Debra L. reported acquisition or exercise transactions in this Form 4 filing.

Dow Inc. director Debra L. Dial reported an equity compensation award of 5,127 shares of common stock, recorded as a grant or award rather than an open-market purchase. The award consists of time-vested restricted stock units that will be settled in one installment of Dow common shares after her separation from service.

Following this grant, Dial directly holds 24,716 shares of common stock, a total that includes previously reported restricted stock units. She also reports an additional 2,700 shares held indirectly by a trust, reflecting separate indirect ownership.

Positive

  • None.

Negative

  • None.
Insider Dial Debra L.
Role Director
Type Security Shares Price Value
Grant/Award Common Stock 5,127 $0.00 --
holding Common Stock -- -- --
Holdings After Transaction: Common Stock — 24,716 shares (Direct); Common Stock — 2,700 shares (Indirect, By Trust)
Footnotes (1)
  1. Time vested restricted stock units to be settled in one installment of shares of common stock of the Issuer following the date of separation of the Reporting Person. Total includes previously reported restricted stock units.
RSUs granted 5,127 shares Time-vested restricted stock units granted on 2026-04-09
Direct holdings after grant 24,716 shares Total Dow common stock directly held following the transaction
Indirect holdings by trust 2,700 shares Dow common stock held indirectly "By Trust" after the entry
Grant price per share $0.00 per share Reported transaction price for the equity award
Acquire-type transactions 1 transaction Form 4 summary shows one acquisition-type entry
time vested restricted stock units financial
"Time vested restricted stock units to be settled in one installment of shares of common stock"
restricted stock units financial
"Total includes previously reported restricted stock units."
Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.
indirect financial
"total_shares_following_transaction": "2700.0000", "direct_or_indirect": "I""
By Trust financial
""direct_or_indirect": "I", "nature_of_ownership": "By Trust""
grant, award, or other acquisition financial
""transaction_code_description": "Grant, award, or other acquisition""
Form 4 Insider Transactions: What Each Field Means →
SEC Form 4
FORM 4UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
OMB APPROVAL
OMB Number:3235-0287
Estimated average burden
hours per response:0.5
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.
1. Name and Address of Reporting Person*
Dial Debra L.
(Last)(First)(Middle)
2211 H.H. DOW WAY
(Street)
MIDLAND MICHIGAN 48674
(City)(State)(Zip)
UNITED STATES
(Country)		2. Issuer Name and Ticker or Trading Symbol
DOW INC. [ DOW ] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
XDirector10% Owner
Officer (give title below)Other (specify below)
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
04/09/2026		6. Individual or Joint/Group Filing (Check Applicable Line)
XForm filed by One Reporting Person
Form filed by More than One Reporting Person
4. If Amendment, Date of Original Filed (Month/Day/Year)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year)2A. Deemed Execution Date, if any (Month/Day/Year)3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
CodeVAmount(A) or (D)Price
Common Stock04/09/2026A5,127(1)A$024,716(2)D
Common Stock2,700IBy Trust
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year)3A. Deemed Execution Date, if any (Month/Day/Year)4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year)7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Explanation of Responses:
1. Time vested restricted stock units to be settled in one installment of shares of common stock of the Issuer following the date of separation of the Reporting Person.
2. Total includes previously reported restricted stock units.
Remarks:
/s/ Debra L. Dial04/13/2026
** Signature of Reporting PersonDate
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
* Form 4: SEC 1474 (03-26)

Source: View Original Filing on SEC EDGAR

FAQ

What insider transaction did Dow (DOW) director Debra L. Dial report?

Debra L. Dial reported receiving a grant of 5,127 shares of Dow common stock as time-vested restricted stock units. The award is compensation, not a market purchase, and is recorded at a price of $0.00 per share in the Form 4.

How many Dow (DOW) shares does Debra L. Dial hold after this Form 4?

After the reported grant, Debra L. Dial directly holds 24,716 shares of Dow common stock. This figure includes both the newly granted time-vested restricted stock units and previously reported restricted stock units disclosed in earlier filings.

What are the terms of Debra L. Dial’s restricted stock units in Dow (DOW)?

The filing describes time-vested restricted stock units that will be settled in one installment of Dow common shares. Settlement occurs following the date of separation of Debra L. Dial from service, rather than immediately upon grant or vesting.

Does Debra L. Dial have indirect ownership of Dow (DOW) shares?

Yes. In addition to her direct holdings, Debra L. Dial reports 2,700 Dow common shares held indirectly "By Trust." This reflects ownership through a trust structure, separate from shares she holds directly in her own name.

Was Debra L. Dial’s Dow (DOW) grant a market purchase or compensation award?

The transaction is coded as a grant, award, or other acquisition, with a reported price of $0.00 per share. That indicates an equity compensation award of restricted stock units, not an open-market purchase of Dow shares on an exchange.